Staff Organizational Chart

Director Of Operationa
Director of Ops.
Founder/Executive Director


                                                                                                                                                                                                                                                                                                          National Corrections Oversight Coalition





                                      Counseling, Mentoring,

                                                                                                                                                                Community Assistance

                                                         &                                                                                             on Transgender Issues & Advocacy

The federal agencies listed below accept complaints & distribute information on a wide array of areas concerning corrections, justice, criminal justice, statitics, youth programs.

.Office of Justice Programs

.United States Department of Justice.

.Bureau of Justice Assistance.

.Bureau of Justice Statistics.

.National Institute of Justice

.Office for victims of Crime

.Office for Violence against Woman.

.Office of Juvenile Delinquency Prevention Programs.

.National Institute of Corrections.

Office of Domestic Preparedness (Terrorism)

. Office of Community Oriented Policing.

Office of National Drug Control Policy.     ( THE WHITE HOUSE )

United Nations.



*L1A ID# 4552 – JIM W. FERGUSON II-Founder/Executive Director – Board of Directors – Freelance (Independent) Paralegal/ Legal Assistant, KPFT 90.1(Investigating Journalist, The Prison Show staff member) Producer, Consultant, Human Rights, Civil Rights Activist, Web/Blog Designer.

  • L1B ID# 4553 – MARK R. REEVE Co-Founder, Editor, [The Wizard],
  • Asst. Director – Board of Directors
  • 18+ years in administration / management in the Red Cross (Disaster Relief Services/ Human Resources Senior Associate) & Computer Programming
  • L1C ID# 4554  2nd Asst. Director James Blythe Jr. former IAD/TDC    (9/12/14 Requested transfer to NCOC Internal Affairs Div. due to history & background)
  • L2A ID# 4555 Director of Operations/MAJOR  – Justin Mowell
  • .
  • L2B ID# 4556 Asst. Director of Operations/CAPTAIN – Dean Taylor =Former Special Operations Commander/covert/intelligence Army Ranger
  • L3A ID# 4557 Director for Administrations (regional offices) LT   VACANT
  • .
  • L3B ID# 4558 Asst. Director for Administrations (regional offices) 2nd LT.  VACANT
    • L4A ID# 4559 Internal Affairs Unit.Sgt.  Wayne Peacock (Former DEA Consultant, Retired Navy Seal 
  • L4B ID# 4559 Media/Press, Chief Political Adviser ( Co-Founder KPFT 90.1 Pacifica Foundation) Ray Hill
  • L5A ID#4560 Medical Council (Kendall Hamilton MD.) [Pending replacement]
  • L5B ID#4561 NEIL JACOBY ADM. LEAVE 9/1/14
    • L6A ID#4562 Spokesperson VACANT REFER To Founder/Executive Directors Office
    • L6B ID#4563 Intern / Executive Assistant Tamara Rigby Officially Appointed 9/12/14     6:12 AM 
  • .
  • L7A Board of Advisors : ID #4563 Ray Hill (USA) ID # 4564 Debbie Kendrick (USA) ID #4565 Robert Mudd (USA) ID #4566 Gavin Reeves (UK) ID # 4567 Gillet Denzicot (UK) ID # 4568 Claire Taylor Jones, ID # 4569 Linda Taylor (UK/USA) ID # 4570 Storey Sessions (South Texas College of Law USA)
  • ID # 4571 Crystal Flint (USA) ID # 4572 David Babb (USA) ID #4573 Jan Lodgeson (USA) ID #4574 Manny Cueller (USA)
  • Inmate board : ID # 4575 Terrance Hazel (litigator pro se)
  • ID # 4576 Bobby Delgado: (GIU)
  • L7B ID # 4577 NCOC Liasion **VACANT
  • L8A ID # 4578 NCOC Investigator Region (1)  / Jimmy Ferguson / Storey Sessions / Crystal Smith
  • L8B ID # 4579 NCOC Investigator Region (2) Chrystal Arden
  • L8C ID # 4580 NCOC Investigator Region (3) Brad Hovington
  • L8D ID # 4581 NCOC Investigator Region (4) VACANT
  • L8E ID # 4582 NCOC/Prison Show Intern (Derrek French)
  • L8F NCOC Capital Punishment / Death Row Committee ID # 4583 (Gloria Rubac) The Abolition Movement,
  • ID # 4584(Elizabeth Stein) Execution Watch
  • L8G ID #4585  Incarcerated Veterans Affairs (Linda/ The Georges House)
    •  **L8H ID # 4586  Counseling/Mentoring, Transgender issues and Advocacy [Community Assistance ] Micheal Orta/Destiny Lee Jacobs Appointed Monday 9/22/14  8 Pm (unanimous votes)
    • ** L8H ID  # 4587 Assistant to Mrs. Destiny Jacobs in CMTI Division.
  • L8I Gang Intelligence Unit (Bobby Delgado) 
  • Regional Oversight : Jimmy Ferguson Founder/Executive Director & (*) Major, Justin Mowell jr.

  • **                  **                        **                          **                       **                         **                          **                            **                

  • L8J (4) EACH REGIONAL OFFICE DIVISION IS APPOINTED BY THE FOUNDER/EXECUTIVE DIRECTOR AND THE SPECIFIED MEMBERS OF THE BOARD OF DIRECTORS.                                                                                  *****{Office’s of Professional Performance}*****
  • Ammended 8/22/14/7:18 PM
  • L9K  Medical Director Lance Fortner M.D.  Infectious Disease  4th year residency( medical information)
  • Legal / Coach : Doug Caddy Former Watergate Atty
    • The National Corrections Oversight Coalition  members of the” Board of Directors” are the voting body of the organization`, NCOC Board of Director’s is the governing body of the organization. The Board of Directors has complete and absolute control of the organization & its branch offices. all decisions are required to have a majority of the vote.
    • We are spread throughout the United States.NCOC is in compliance with the Standard Administrative Rules & Regulations governing the operations of NCOC  & its office divisions The Board of Directors can REMOVE &/or REPLACE the Executive Director & all staff by unanimous votes
    • All staff members are required to pass a Intelligence Test.
    • All members will have (6) year terms.
    • NCOC members of the Board of Directors are dedicated to continuing safety, security & welfare of the organization and its  clients (offenders/ friends/families of offenders )
    • The board has a primary objective to collect, analyze,disseminate for U.S. Intelligence Agencies, federal agents, local authorities,interested civilians. NCOC  HAS STAFF ON SITE THAT ARE INFORMATION & INTELLIGENCE SPECIALISTS. Notice : Specific Information is available upon request, if it does not  

      •    violate confidentiality**

NCOC                                                                                             NCOC

NCOC                                                                                                                                                       NCOC

A Not for Profit organization has a great
responsibility: to direct the organization toward
achieving its mission. As a board member, you have
the opportunity to contribute your talent, expertise
and dedication to a worthy cause.
Serving on the board of a not-for-profit
and resources. The responsibility that comes with
providing this stewardship need not be overwhelming,
organization, particularly a highly visible one, is
both an honor and a responsibility. As a board
member, you must remain focused on providing good
stewardship of the organization’s mission, reputation
however. When you begin your board tenure with a
solid overview of what you need to know and what
will be expected of you, your orientation to board
membership should go smoothly.
As you read through this handbook, you may
uncover many questions you didn’t know you had.
NCOC has  a professional Not-for-Profit practice that has
the answers you’re looking for. We’re committed
to providing outstanding service to meet all of your
consulting and advisory needs.

The special purpose
of a not-for-profit

It is uniquely American to create and

sustain voluntary associations that 

further religious, cultural, professional,

social service and educational goals

. As
early as the 1830s, Alexis de Tocqueville
observed the unique propensity
of Americans to form voluntary
associations to achieve great purposes,
which is in contrast with most other
nations, where governmental action is
de Tocqueville said:
“Americans of all ages, all conditions, and all
dispositions constantly form associations. They
have not only commercial and manufacturing
companies, in which all take part, but associations
of a thousand other kinds, religious, moral,
serious, futile, general or restricted, enormous or
diminutive. The Americans make associations to
give entertainments, to found seminaries, to build
inns, to construct churches, to diffuse books, to
send missionaries to the antipodes; in this manner
they found hospitals, prisons and schools. If it is
proposed to inculcate some truth or to foster some
feeling by the encouragement of a great example,
they form a society. Wherever at the head of
some new undertaking you see the government in
France, or a man of rank in England, in the United
States you will be sure to fi nd an association.
Thus the most democratic country on the face
of the earth is that in which men have, in our time,
carried to the highest perfection the art of pursuing
in common the object of their common desires
and have applied this new science to the greatest number of causes.

e, or a man of rank in England, in the United
States you will be sure to fi nd an association.
Thus the most democratic country on the face
of the earth is that in which men have, in our time,
carried to the highest perfection the art of pursuing
in common the object of their common desires
and have applied this new science to the greatest.


The role of the board
The board should not be distracted
from certain key responsibilities that are
essential to its success:
• Preserving and, when necessary,
reshaping the mission — This
is the board’s most important
role. Board members need to
make certain that a strategic plan
is in place describing how the
organization will fulfill its mission
going forward. In addition, board
members should measure each
proposed action against both the
organization’s mission and its
approved plans.
The Founder/Director/CEO — Another
important role for the board is the
the Founder/Director/CEO, or principal
staff person, to provide full-time
leadership for the organization and
to recommend and implement the
policies and programs approved
by the board. Sometimes the
board’s responsibility will include
confirmation of those nominated
for key positions by the Executive Director
• Ensuring that the organization is
well-managed —While the board
should not manage the organization,
it should be satisfied that the
organization is managed effectively.
To achieve that task, the board
should ask enough questions to
satisfy itself that a sufficient number
of qualified staff members are
assigned to key tasks, resources are
allocated through a realistic budget
consistent with the mission, internal
controls are in place to prevent
fraud or noncompliance, proper
ethical and governance standards are
followed, and the programs of the
organization have clearly defined
purposes and are successful in
achieving those purposes.

Representing the external world
to the organization and the
organization to the external
world — The board serves as what
is sometimes called “a bridge and a
buffer.” Board members advocate
on behalf of the organization,
helping to raise awareness of its
mission. Hence, board members are
often involved in the solicitation of
major donors. It is also important
for the board to be sensitive to
the environment in which the
organization operates. In that
capacity, the board should give
the organization’s staff important
feedback about how policies, plans
and programs need to change in
response to a changing world.
• Protecting the organization
from external threats — In the
lives of many organizations, issues
arise that threaten the autonomy,
services or good name of the
organization. Such issues include
scandals involving the organization
— or similar organizations — or
political attacks on the purposes or
programs of the organization. In
these circumstances, board members
need to step forward to explain and
defend the organization.
• Exercising financial stewardship
— The board is responsible for
approving the budget as well as
major financial transactions, such
as the issuance of debt. The board
manages the endowment of the
organization, usually through an
investment committee, and approves
the goals of fundraising campaigns.
In addition, the board tends to play
a major role in supporting capital
campaigns by donating personal
time and financial resources.
Being certain that the board
has the right skills and practices
to do its job —

The board
needs individuals with a strong
commitment to the fundamental
purpose and mission of the
organization. Boards should
consider performing an annual
inventory of talent to assess whether
the right professional capabilities
are represented on the board.
The board should also include
individuals with the specific skills
and know-how needed to examine
issues through multiple lenses:
legal, financial, public relations and
communications, management, and
professional development, among
others. The board must also be
attentive to its internal processes,
so that its meetings focus only on
board-level matters and do so in a
way that draws upon the combined
knowledge and experience
• Making sure that the organization
is in compliance with laws and
regulations — Being exempt
represented at the table.
from most taxes does not mean
that the organization is exempt
from regulation. Far from it. The
board should be aware of federal
and state laws and regulations that
apply to the organization, along
with applicable standards set by
accreditors, bond covenants and
charity watchdog groups.

Your duties as an individual
board member

Your service as a board member will be
most rewarding to you, and you will
serve the organization best, if you are
able to focus on your key duties:
• Attend all meetings — The skills
you bring to the table do not
matter if you are not present. Board
members who repeatedly miss
meetings should be candidates for
removal. Their absence can drain the
morale of other board members —
and ultimately the morale of others
in the organization.
• Be prepared and informed —
Before each meeting, read the
meeting materials sent to you.
Come prepared to ask questions
and make comments. Stay informed
of trends and developments in the
type of work that the organization
performs so that you can bring a
broader perspective. In addition,
stay abreast of good governance
practices as they evolve.
• Speak your mind and ask hard
questions — Some organizations
have suffered because board
members were more concerned
about appearances than they
were about discussing difficult or
challenging issues. But you must
address them when they arise. As
a board member, your primary
responsibility is to protect the
good name of the organization and
to ensure that the organization’s
staff and money are being used
consistent with good practice.
• Take responsibility for your
stewardship of the organization’s
assets — The board must make
certain that funds are used
consistent with the intent of those
who have donated them. The board
must satisfy itself that sufficient
funds are allocated to each function
and that those allocations are
consistent with its own priorities.

• Watch others at the table — Check
to make sure that other board
members are pulling their weight.
Only when the full board acts in
cohesion can the organization’s
mission be fully accomplished.
• Remember that integrity is
paramount — The most important
asset of your organization is its good
name. The second most important
asset is the confidence of its donors
and sponsors in the organization’s
capacity to manage and spend funds
prudently. The board should make
certain — both in its own practices
and policies and those of the staff

**—( that integrity remains the highest
priority. If the board sets a good
example, the organization will most
likely follow it)—**


Critical distinctions
• Board vs. management — Both
the organization’s board and its
management must have a clear
understanding of the distinctive
roles of each. Much confusion (and
sometimes conflict) occurs when
those distinctions aren’t clear.
Board members do not have
individual power or authority.
Instead, these powers reside
with the full board of directors.
Occasionally, a board member
may become heavily involved in a
particular program and work closely
with the organization’s staff. In that
situation, the board member should
report periodically to the full board
to keep it informed. The board
sets standards to measure how
well management performs — and
initiates actions, when necessary, to
see that management carries out its
Boards typically reserve these functions
for themselves:

• Setting board policy
• Approving new programs or deleting
old ones
• Selection, oversight and compensation
of the CEO
• Approval of the operating budget
recommended by management
• Oversight of the endowment
Management is generally responsible for
these functions:
• Selection and supervision of staff
• Development, recommendation and
implementation of the budget
• Establishment of operating procedures

Committees vs. the full board —
Most of the board’s work should
be done by its committees. Thus,
individual board members will
become knowledgeable in key areas
of the board’s work, and the full
board will spend less time on any
one issue or set of issues. It is good
practice to follow a committee’s
recommendations unless there
are compelling reasons not to do
so. Board committees are likely
to include budget, finance, audit,
personnel, nominating, and program
or mission.
• The Founder/Director is
accountable to the board, not to
management — All boards have a
fiduciary responsibility to:
– know the amount of assets
available to the organization;
– verify that the use of those
assets is consistent with the
mission of the organization,
regulatory requirements and
accepted accounting principles;
and take steps to minimize the
possibility of fraud or conflict
of interest
Commissioning an external
audit by a qualified public accounting
firm is a key element of the board’s
should be selected by the audit
committee on behalf of the board and
should present the  financial
statements to both the committee and/
or the full board. NCOC
Not-for-profit  committee
handbook booklet provides further

Committees vs. the full board
Most of the board’s work should
be done by its external committees. Thus,
individual board members will
become knowledgeable in key areas
of the board’s work, and the full
board will spend less time on any
one issue or set of issues. It is good
practice to follow a committee’s
recommendations unless there
are compelling reasons not to do
so. Board committees are likely
to include budget, finance, audit,
personnel, nominating, and program
or mission.
• The founder/director is
accountable to the board, not to
management — All boards have a
fiduciary responsibility to:
– know the amount of assets
available to the organization;
– verify that the use of those
assets is consistent with the
mission of the organization,
regulatory requirements and
accepted accounting principles;
and take steps to minimize the
possibility of fraud or conflict
of interest
Commissioning an external
audit by a qualified public accounting
fi rm is a key element of the board’s
responsibility. The accounting fi rm
should be selected by the audit
committee on behalf of the board and
should present the audited financial
statements to both the committee and/
or the full board. The NCOC
Not-for-profit  committee
handbook booklet provides further

Both federal and state regulations
prohibit board members from
engaging in improper dealings with
not-for-profi t organizations and from
knowingly approving excess-benefi t
transactions involving organization
insiders. Indeed, board members taking
such actions are subject to fi nancial
penalties. For more information,
see “Intermediate sanctions,” p. 18.
Likewise, confl icts of interest can be the
basis of liability action against a board
member. If a board member receives
an improper or undisclosed personal
fi nancial benefi t as a result of the
organization’s transactions, he or she
may be liable to the organization.
The idea of personal liability should
not frighten anyone away from board
service. But it behooves board members
to familiarize themselves with the
protection afforded by the state — and
by the organization itself — and to
exercise care in making decisions.

Managing the makeup, skills and
education of the board is an ongoing
process. Boards should not only
consider their current composition, but
also plan for future membership and
leadership — and, at the same time,
evaluate overall board effectiveness. In
what ways can they do this?
• Recruiting, retaining and
rewarding good board members
— The organization’s success
depends in part on the board’s
commitment. While board members
are sometimes appointed by external
agencies or elected by constituents,
in most cases the board selects its
new members directly. A key board
responsibility, in those cases, is to
recruit board members who will
help the organization achieve its
mission and remain active in the
board’s work. The board should
be attentive to ways to make board
service exciting and rewarding,
including formal recognition of
• Providing continuity of board
leadership — The board should
have a succession plan, formal or
informal, that identifi es future board
chairs, committee chairs and other
leadership roles.
• Balancing the skills of board
members — Optimally, each
board member should possess
at least one of several essential
skills — budgeting, fi nancial
management, investments, human
resources and legal matters — as
well as a working knowledge of the
substantive programmatic work of
the organization.
• Evaluating the board’s
effectiveness — The board should
create processes to determine
whether it is functioning effectively
in support of the organization’s
purpose. The board should ask
whether it is following the practices

recommended in this booklet,
as well as other practices that board
members collectively agree are
important. The board should then
develop one or more evaluation
tools to facilitate the assessment.
The board might also fi nd ways to
ask its various stakeholders to assess
its effectiveness.
• Managing the board’s size —
The size of a board represents a
diffi cult balance between diversity
of views and skills, and the board’s
functional effectiveness. The smaller
the board, the more likely that it
will be able to perform its functions
comprehensively, particularly as
they relate to management. The
larger the board, the more diverse
its membership will be, but the
less likely it will be to reach clear
decisions quickly. Larger boards
typically rely on the committees to
work through issues and to report
to the full board.
• Monitoring board continuity and
turnover — Both continuity and
turnover are essential features of
good board membership practices.
Continuity provides institutional
memory. Turnover brings fresh
perspective. In general, it is good
practice to set term limits for board members.

Providing opportunities for
education and orientation —
The education of board members
should not be limited to their
orientation. On a regular basis, time
should be set aside to cover topics
such as the predicted effects of
pending legislation, tips for reading
fi nancial statements, or fundraising
techniques for board members.
Periodically, the board should ask
itself important questions: Are we
true to our mission? Is our mission
well-defi ned? Boards should also
have annual retreats to discuss the
alignment of the organization’s
mission with its goals.
• Planning in advance of meetings
— Efficient and effective meetings
are essential to a well-functioning
board. Boards should ensure that
meeting agendas are planned well
in advance. Consent agendas are
being used more often to reduce
the time spent on nonessential
issues — that is, items that require
formal board approval but for
which there is no need for board
discussion before taking a vote.
The board meeting thus involves
only the discussion of critical issues
and the presentation of resolutions
requiring a board vote

As a board member, you need
to make sure the organization has
procedures in place to prevent conflicts
of interest and transactions involving
excess benefi ts and disqualifi ed persons.
D&O insurance policies may or may
not cover these penalties.
The board — or a committee that
has no confl icts of interest with the
person whose transaction is under
consideration — should approve
all transactions involving insiders.
You should also make sure that all
compensation and bene ts, including
those provided to you as a board
member, are properly disclosed on
Form 990. To the extent that these
compensation and benefit amounts
are taxable, they should be reported
on Form 1099 or Form W-2, as
Failure to properly document and
report compensation and benefits is
likely to result in automatic violations
of these rules. Benefi ts that are paid or
provided but are not properly reported
and disclosed are considered automatic
excess benefi ts, regardless of the
reasonableness of the amounts

Other regulatory/tax
compliance issues
The board should ask management
suffi cient questions to satisfy itself that
the organization is not violating laws
or regulations made by the host of
agencies that regulate the organization.
One example is unrelated business
income (UBI). The IRS will impose
a tax liability on certain activities of
a not-for-profi t organization if those
activities are found to be business
activities unrelated to the organization’s
tax-exempt purpose and not otherwise
excluded from UBI in the Internal
Revenue Code (IRC).
Not-for-profi t organizations may
face other tax issues:
• State, local and foreign taxes
• Charitable registrations
• Foreign regulatory fi lings pertaining
to investments
• Escheat and unclaimed property laws
Internal controls
Internal controls enable the board and
the organization to perform several
• Verify that transactions are properly
• Ensure that assets are safeguarded
• Confi rm that transactions are
properly recorded and reported
• Prevent fraud and misstatements
related to fi nancial reporting

The board needs to ask questions
and be vigilant about the effectiveness
of the organization’s internal controls
and operating procedures. Items
under consideration should include
receipt of funds, personnel and
payroll procedures, authorization
of disbursements, and handling of
cash. The board should ask questions
not only about fi nancial resources
and personnel procedures, but also
about assets such as buildings, land,
equipment and securities

An effective internal control system
will have a well-designed set of policies
and procedures relating not only to
transactions but also to record retention.
Important fi les and information should
be maintained and remain accessible for
a reasonable period of time.
High-quality internal fi nancial reporting
The board should expect to receive
from management regular fi nancial
reports comparing fi nancial results
with budgetary predictions and
reporting on the status of assets. The
board should also expect management
to make financial disclosures —
consistent with the board’s own
reports — to members, contributors
and other stakeholders.
To meet the board’s need to
evaluate the effectiveness of programs,
many not-for-profi t organizations
provide detailed internal statements
that directly relate expenses shown on
their fi nancial statements to specifi c
programs or functions. This functional
approach makes it easier for board
members to analyze and compare costs.
The external audit
To provide the board and the
organization’s other constituencies
with confi dence in the fi nancial
information and internal controls of the
organization, the board should appoint
a respected public accounting fi rm to
conduct an audit of the fi nancial records
and processes of the organization.
The public accounting fi rm
is responsible for providing the
board with an independent opinion.
Independence both from the board
and from management is an essential
feature of good practice with respect to
the external audit. Neither management
nor board members should attempt
to infl uence the opinion of the public
accounting firm.

Now that you have a well-educated,
well-rounded board that is kept
informed of its duties, responsibilities
and liabilities, what’s next? To
effectively oversee the organization’s
operations, boards should employ a
number of strategies and procedures.

Boards generally appoint committees
to focus on particular areas of
responsibility. Committees are
essentially subsets of the full board.
Specialists in one or two issues
can examine them in detail during
committee meetings — thus minimizing
the time the full board must devote
to those issues and maximizing the
effectiveness of the full board.
Some committees typically focus on
the organization’s purpose, programs
and mission. Other committees are
more general in nature: fi nance and
budget, audit, investment, executive,
development/fundraising, and
nominating. The nominating committee
is often appointed to select candidates
for open board positions. And a
board’s executive committee is often
empowered to act for the full board
between meetings.
Boards should guard against
appointing too many standing
committees. Sometimes a problem
arises for which a task force or an
ad hoc committee may be more
appropriate than a standing committee.
A task force or an ad hoc committee is
similar to a standing committee, except
that it is not a permanent appointment.
Once it recommends a solution to
a problem or completes its project,
the task force or ad hoc committee
All board members should serve on
one or more board committees based
on their skills and talents. A new board
member should come prepared with
an idea of which committee he or she
would most like to join.

Information/intelligence flow to board members
If the board is to have a significant
role in governing an organization, and
if board members are to minimize
their exposure to legal liability, the
information available to them about the
organization’s affairs is crucial.
Board members should ask
themselves several questions:
• Is the information adequate without
being overwhelming?
• Is it available when needed?
• Are the special needs of the board of
directors considered?
• Above all, is the information
An effective communication system
has several components:
• A specifi c agenda for each meeting
• Advance distribution of as much
material as possible; preferably
material should reach each board
member at least one week before the
• A standard report package for each
board meeting
• Periodic, timely mailing by the
CEO of key letters, memos,
releases, industry reports and
presentations; topics should
include budgets, profi t plans, the
organization’s long-range plan,
signifi cant policies and procedures,
and committee reports
• Meeting minutes, all of which

Preparing for board meetings
A board member owes it to himself
or herself, the other board members,
and the organization to be thoroughly
apprised of all issues. A board member
should be familiar with the information
provided in advance of a board meeting.
The amount of preparation time will
vary from board to board, depending
on the nature of the organization and
the problems it faces. Spending one
hour in preparation for each hour
of the board meeting is a good rule
of thumb. A board member should
arrive at board meetings prepared to
ask intelligent, probing questions and
to take the initiative in dealing with
the organization’s problems. A board
member should always keep in mind
that he or she will be held legally
accountable for actions or inactions.
If after reviewing the materials
in the information packet, a board
member has additional questions or
needs further clarifi cation, he or she
should contact the chairperson and
discuss any concerns before the board
meeting. The chairperson can then be
prepared if further discussion at the
meeting is warranted.
How to build a better board
Evaluations of each board member
should cover such subjects as
attendance at board and committee
meetings, participation in board
discussions, constructive criticisms and
suggestions, preparedness for meetings,
and availability to the CEO.
If evaluations reveal underperformance,
the chairperson is responsible for
discussing the matter with the board
member, giving that person the
choice between improving his or
her performance or resigning. If that
conversation does not produce the
desired results, the underperforming
board member’s name should be
withheld from the list of candidates for
should be reviewed for accuracy
Obviously, much of the information
a prudent board requires is of a fi nancial
nature: current operating results,
comparisons of actual with budget, a
statement of financial position, and the founders/Directors report. Quarterly
income projections are useful for helping
board members anticipate problems
and judge actual performance. Board
members may also benefit from a review
of cash and working capital forecasts,
capital expenditure plans, employee
pension plan information, and, of course,
data pertinent to specifi c problems or
concerns the organization faces.


Board members also need to assess
whether their committee chairs are
properly and effectively leading the
committee and helping the organization
meet its goals. To form an effective
board, board members must have a
clear understanding of the strengths and
weaknesses of the overall organization,
its mission, and what it seeks to
accomplish. Such an understanding
can be gained through nothing less
than a comprehensive review of the
organization and its people. Only
after this review will it be possible
to establish a profi le for the type of
individual and specifi c expertise the
board may lack.
Board criteria and selection
Board members may have diverse
backgrounds and come from varying
socioeconomic levels. They frequently
hold full-time managerial positions in
the for-profi t sector and bring skills
developed there to the board.
But no matter their individual
backgrounds, those on the board should
collectively possess a number of critical
traits, many of which are obvious:
honesty, good judgment, common
sense, perspective, conscientiousness,
independence, intelligence, objectivity,
the willingness to take positions and to
question, and the courage to act. Board
members must also have good people
skills. They must be able to judge
people and their performance accurately
— and, at the same time, they must get
along well with others.
Overall management expertise is
important. Board members should
be able to understand and interpret
fi nancial and operating reports and
help form organizational policies,
plans and objectives. Good board
members should be able to assess
their information needs and be willing
to learn about the organization and
develop familiarity with the industry
and marketplace in which the
organization operates. In addition,
board members should be familiar with
the federal, state and local laws that
affect the organization.

Board members should also
be aware of their public and social
responsibilities. Their actions
and behavior should enhance the
organization’s reputation — and should
certainly not detract from it.
It is rare to fi nd all of those traits
and qualifi cations in any one board
member, but the board as a whole
should possess them. A prudent board
screens for critical attributes, just
as management vets and interviews
prospective employees. Candidates
should be interviewed by several board
members, including the chairperson.
Potential board members should be
asked several key questions:
• Are they qualifi ed and willing to
• Will they be able to give the time
and commitment necessary to
complete the task?
• Are they able and willing to support
the organization’s fundraising?
• Will their appointment and
performance refl ect well on the
organization and its mission?
Before selecting new members, a
board should obtain:
• Biographical data concerning all
• Candidate references provided by
individuals not affi liated with the
• Signed conflict-of-interest
statements and disclosures of any
potential conflicts of interest
After a candidate has been
approved, it is in the best interests of
the organization to orient the new
board member quickly to his or her
role. The quicker the orientation, the
more valuable the board member’s
relationship will be to others at the table.
Operating procedures for Not-for-profit board members
Acting through the board as a whole,
each board member fulfills several
Determines the organization’s goals
and policies
• Selects and evaluates the CEO
• Monitors the overall management of
the organization
• Evaluates the organization’s
programs against its purposes
• Oversees financial management of
the organization and participates in
• Serves as a link between the
organization and its constituents
Demands on the board members \time & expertise


Not-for-profit organizations continue to mount.

Meeting these demands requires committment  of time & a 

commitment to shaping the direction 

of the organization, and commitment
to protecting the interests of the people
who support it and are served by it.
When a not-for-profit organization
faces financial or managerial difficulties,
the expertise and contributions of the
board can make recovery easier. And
when an organization thrives, its board
members can see the tangible benefits of
their efforts.


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